Bylaws

Bylaws of Chapel Hill Homeschoolers
A Nonprofit Organization 


Article I – Organization
  1. The name of the organization shall be Chapel Hill Homeschoolers.
  2. Mission Statement: Chapel Hill Homeschoolers has been formed to serve as an organization of home school families committed to maintaining educational freedom and encouraging educational excellence. We are advocates for home education in our community, state, and nation, and support families who home school. We believe that parents are responsible for the education of their children with the authority to evaluate and select among educational alternatives. We strive toward open communication and understanding of one another. We are non-sectarian and non-discriminatory.
  3. Purpose: Chapel Hill Homeschoolers seeks to fulfill its mission statement by:
    • Providing opportunities for member families through a framework of educational and networking activities;
    • Providing access for members to educational and other homeschool related information through our e-mail loop, newsletters or other means; and
    • Supporting homeschooling throughout our community, state and nation by sharing information with member families. Due to our diversity, CHH does not take a group position on matters of public policy, and specifically does not participate in lobbying as a group. Individual members are free to contact their elected representatives or government officials on behalf of themselves or their individual homeschool but are prohibited from doing so on behalf of CHH.

Article II – Board of Directors

  1. Duties and Authority
    1. The Board of Directors shall have the control and management of the affairs and business of this organization. However, the Board is expected to seek input from the group on all decisions outside of the scope of normal operations.
    2. The Board shall have all of the legal and professional duties allowed under the laws of the State of North Carolina.
    3. The Board of Directors shall act in the name of the organization only when it has been convened by its chairman after due notice to all of the directors of such meeting.
    4. All directors must respond to communications from the organization within a reasonable amount of time.
    5. The Board of Directors shall be elected at the annual General Membership Meeting.
    6. The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary.
  2. Structure
    1. The Board of Directors shall consist of no fewer than five and no more than seventeen persons.
    2. Qualifications:  At least one of the directors shall be a resident of the State of North Carolina and a citizen of the United States.
  3. Elections:
    1. Directors shall be elected by majority vote of the Members at the General Membership Meeting in November of each year. Any member in good standing is qualified to run or to nominate a person to run in these elections.
    2. Terms:
      i.     Each director shall serve for a two (2) year term. 
       ii.     Staggered Board. The terms of the Directors shall be staggered in accordance with the following provisions: The initial Directors on the Board shall be divided into two groups, A and B, each containing approximately half the board members. The initial terms of service shall be one (1) year for Group A and two (2) years for Group B. After the initial term has expired all Directors shall serve two (2) year terms to maintain the established pattern of rotation.   
    3. Removal: A director may be removed for cause by a two-thirds (2/3) vote of the Board of Directors.
    4. Vacancies:  Vacancies on the board shall be filled by a majority vote of the remaining members of the Board of Directors.

Article III – Meetings 

  1. Regular Meetings:
    1. Timing:  The Board of Directors Meetings shall be held 6 times a year at a date and time chosen by the Directors.
    2. Notice: 
      i.     The Secretary shall send notice of the time and place of the bimonthly meetings to all members in good standing. 
       ii.     Notice must be sent at least two (2) weeks in advance of the meeting.
       iii.     All regular meetings of the Board of Directors are open to the attendance of Chapel Hill Homeschoolers members in good standing.
  1. Special Meetings: 
    1. The Chairmen or any two (2) or more directors may call a special meeting when she/he deems it to be in the best interest of the organization and there are matters of an urgent, important, or time sensitive nature that need to be addressed.
    2. Notices of such meetings shall be sent at least thirty-six (36) hours before the scheduled time. Such notice shall state the reason for the meeting, the business to be transacted at the meeting, the time and place of the meeting, and who called the meeting.
    3. No other business but that specified in the notice may be conducted at the special meeting unless by unanimous consent of all those present at the meeting.
  2. Alternatives:   Participation in Board Meetings may be by teleconference or other suitable real-time substitute in lieu of an actual meeting.
  3. Action without a meeting: Action may be taken by unanimous consent of all members of the Board of Directors without a meeting in such cases when a meeting is not possible as when immediate action is called for. In such cases, consent shall be determined by email votes, which shall be signed by each director at the next regularly scheduled or special Board Meeting.
  4. Annual General Membership Meeting:
    1. Chapel Hill Homeschoolers is a non-membership organization. We have no members within the meaning of North Carolina Non-Profit law. However, Chapel Hill Homeschoolers chooses to extend certain rights and privileges to members. Any such membership in this organization shall be open to all who:

       Currently have at least one homeschooled child of any age or are seriously considering transitioning their child(ren) from traditional school to homeschool within the year.

       Fill out and return a membership form

       Pay yearly dues, if there are any, as set by the Board of Directors
i.     We reserve the right to deny membership in our organization to anyone who is a registered sex offender or has been convicted of a violent crime or act that can be considered a threat to the physical or mental well-being of our members.
ii.     The Board may remove or suspend any individual from membership by 2/3 vote.

    1. The annual General Membership meeting of this organization shall be held once, each and every year. The Board of Directors shall fix the day.

                                                    i.     The Secretary shall cause every member in good standing to be notified telling the time and place of such annual meeting, with a minimum of four weeks advance notice required. Notice may be sent by either electronic or written means.

                                                  ii.     The Secretary and the Board of Directors will use their best efforts to ensure that members are reminded of the Annual Meeting and encouraged to attend.

                                                iii.     The Co-leaders shall provide the Secretary with an agenda for the meeting to be sent as part of the notice to the General Membership. Special meetings of the General Membership of this organization may be called by the Co-leaders when they deem it for the best interest of the organization. Notices of such meeting shall be provided to all members at least two (2) weeks before the scheduled date set for such special meeting. Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom it was called. At the request of two or more of the members of the Board of Directors or 5% percent of the members of the organization, the Co-leaders shall cause a special meeting to be called, but such request must be made in writing at least two weeks before the requested scheduled date.

No other business but that specified in the notice may be transacted at such special meeting.

Article IV – Quorum

  1. Board of Directors Meetings: 50% of the members of the Board of Directors shall constitute a quorum for Board of Directors meetings.
  2. General Membership Meetings: 5% of the members shall constitute a quorum for General Membership meetings.

Article V – Voting

  1. Voting Methods:
    1. At all meetings, all votes shall be by voice, including votes for the election of officers and directors.
    2. At any regular or special meeting, if a majority so requires, any question may be voted on by show of hands or anonymous ballot.
    3. Neither any General Member nor any Board Member may vote by proxy.
  2. Special Voting
    1. The following matters shall require a two-thirds (2/3) majority vote of a quorum of the Board of Directors:

                                                    i.     Dissolution of the Organization

                                                  ii.     Removal of a Director or Officer

                                                iii.     Amendment of the Bylaws

                                                iv.     Removal or suspension of a member

  1. When positions have been shared by two or more directors, as in the case of the position of chairman, each director shall have one vote.

Article VI – Officers 

  1. The initial officers shall be as follows: 
    1. Chairmen (consisting of two co-leaders – there shall always be two co-leaders of this organization)
    2. Secretary
    3. Treasurer
  2. The Chairmen:
    1. Shall be the directors of the organization and will preside over meetings of the Board.
    2. Shall be members of the Board of Directors.
    3. Shall present a quarterly report of the work of the organization at each regularly scheduled Board of Directors meeting.
    4. Shall be two of the officers who may sign checks or drafts of the organization.
    5. Shall have the ability to contract for such services, goods, and property, real or personal, as is deemed necessary for the smooth operation of the organization.
    6. Shall appoint all committees, temporary or permanent, subject to the approval of the rest of the board.
    7. Shall have such powers as may be deemed necessary and proper for the creation and maintenance of the smooth operation of the organization.
  3. The Secretary:
    1. Shall keep the minutes and records of the organization in appropriate books.
    2. Shall file any certificate required by any statute, federal, state or local.
    3. Shall give and serve all notices to directors of this organization.
    4. Shall be the official custodian of the records and seal of this organization.
    5. Shall be one of the officers authorized to sign checks or drafts of the organization.
    6. Shall submit to the Board of Directors any and all communications that shall be addressed to her/him as Secretary of the organization.
    7. Shall attend to all correspondence of the organization.
    8. Shall exercise all duties incident to the office of the Secretary.
  4. Treasurer
    1. Shall have the care and the custody of all monies belonging to the organization and shall be solely responsible for such monies or securities of the organization.
    2. Shall open necessary checking and savings accounts as determined by the Chairmen.
    3. Shall place all funds into the designated accounts, excluding those funds that the Board of Directors may cause to be invested in such investments as shall be legal for a nonprofit organization in North Carolina.
    4. Must be one of the officers authorized to sign checks or drafts of the organization.
    5. Shall provide quarterly financial reports of the organization to the Board of Directors at regularly scheduled meetings complete with supporting documentation. Such reports shall be attached to the meeting minutes.
    6. Shall exercise all duties incident to the office of the treasurer.
  5. Elections:
    1. Officers shall be elected each year by majority vote of the Board of Directors at its first annual Board meeting .
    2. Terms:  Each officer shall serve for a one (1) year term. 
    3. Removal:  An officer may be removed for cause by a two-thirds (2/3) vote of the Board of Directors.
    4. Vacancies:  In case of a vacancy, officers shall be elected by majority vote of the remaining Board of Directors as soon as possible thereafter.

Article VII – Compensation for Officers and Directors

Directors and officers shall serve without compensation with the exception that expenses incurred in the furtherance of the Corporation’s business are allowed to be reimbursed with documentation and prior approval.  In addition, directors and officers serving the organization in any other capacity, such as staff, are allowed to receive compensation in that capacity. 

Article VIII – Committees

  1. Appointment:  The Board of Directors, or Chairmen with the approval of a majority the Board of Directors, may establish one or more committees or advisory board of this organization.
  2. Duration and Duties:  The duration of the committee and the term of the committee members shall be for a period of one year or less, if terminated by an action of the Board of Directors.

Article IX - Indemnification

Every member of the Board of Directors, officer or employee of the Corporation  may be indemnified by the corporation against all expenses and liabilities, including counsel fees, reasonably incurred or imposed upon such members of the Board, officer or employee in connection with any threatened, pending, or completed action, suit or proceeding to which she/he may become involved by reason of her/his being or having been a member of the Board, officer, or employee of the corporation, or any settlement thereof, unless adjudged therein to be liable for  negligence or misconduct in the performance of her/his duties. Provided, however, that in the event of a settlement the indemnification herein shall apply only when the Board approves such settlement and reimbursement as being in the best interest of the corporation.  The foregoing right of indemnification shall be in addition and not exclusive of all other rights that such member of the Board, officer or employee is entitled.

Article X – Amendments

Except for Article II, Section 3(a), which gives to the Members the power to elect the Board of Directors, these Bylaws may be altered, amended, repealed, or added to by a two-thirds (2/3) majority vote of a quorum of the Board of Directors at a regular or special Board Meeting called for this purpose,  provided prior notice is given of the proposed amendment in the notice of the meeting at which such action is taken.

Article XI – Dissolution

Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all of the liabilities and obligations of the corporation, dispose of all of the assets of the corporation (if any) as follows:
 
(a)  Assets held by the corporation upon conditions requiring return, transfer or conveyance, which condition occurs by reason of the dissolution, shall be returned, transferred or conveyed in accordance with such requirements; and
 
(b) All other assets shall be transferred or conveyed to the United States, a state, or such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time qualify as an organization or organizations exempt under Section 501(c)(3) of the Code, as the Board of Directors in its discretion determines, subject to the provisions of the Bylaws of the corporation and applicable law.

Article XII – Non-Discrimination Clause

This organization shall not discriminate on the basis of race, religion, creed, national origin, ancestry, sex, age, disability, sexual orientation, or other aspects of diversity in the selection of its members or in its programs. 


Adopted by the Board on October 29, 2008

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Challe Hudson,
May 19, 2011, 6:07 AM
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